Zombies!
by kiernanfan
Summary: Ever wondered what would happen if the Doctor was trapped in the world of "The Walking Dead"? Well, the 12th Doctor finds himself in a North Carolina of the near future devastated by zombies, and he is not happy at all. But behind the usual end of the world chaos, there are darker secrets.
1. This is not America

"It really is quite remarkable. The greatest music in the known universe are the majestic symphonies created on Althova 5! They are the only music forms which meets all 217 aesthetic criteria from the seventeen completely different music academies throughout the cosmos. Even Daleks have been to known to like them, so they have their casing reprogrammed to make sure they can't hear them."

The man who was speaking this appeared to be a voluble Scotsman in his late middle ages. He was not Scots or indeed human at all, and was, of course, the twelfth Doctor. Or as his companion, the young pretty Clara Oswald thought, the Baker's Dozen Doctor, since there were actually thirteen men who had called themselves that. At that moment they were traveling in the Doctor's TARDIS, and Clara was listening to the Doctor with gentle skepticism. "I thought you were into electric guitar. So basically you and the Daleks are into heavy metal?"

"Of course not Clara, the symphonies last a minimum of three days. And because your hearing range is limited, you can't fully appreciate them. But the Althovans have a solution to that. They've produced a food supplement that allows you to hear it. And it tastes like sherbet ice cream. Or maybe rotten sauerkraut. My taste buds have changed several times but..."

And just then the TARDIS faced a violent shuddering that brought both Clara and the Doctor to the floor. High pitched whines shook the air, while it almost seemed that the TARDIS had ground to a halt. Then the TARDIS started to shake, almost to rattle. There were small explosions, and the air filled with smoke. Against the considerable forces around him, the Doctor managed to get up and drag Clara to the console.

"Seriously Doctor what the hell?"

"I don't know! I think the TARDIS is under attack from something. I'm trying to read these dials. Now this is strange. We're under attack from...a computer program? A _very _old computer program? Some sort of default?" But just then, the whining seemed to turn into an enormous roar. To the horror of each other Clara and the Doctor appeared to vanish...

The Doctor awoke and picked himself up. "Clara?" There was no sign of her.

Looking around he found himself in a town. Nobody was there and it appeared abandoned. He quickly looked around to gather information. Several American flags suggested he was in the United States. The temperature and local flora and fauna suggested he was somewhere in the American South. A quick perusal suggested that he was in Clara's future, but not too far in the future. As he walked into a larger street, the sense of desolation was much more pronounced. There were abandoned cars, debris and rubbish everywhere. Clearly something disastrous had happened, but what? He looked inside an abandoned convenience store. It had been looted of all of its food and medicine, but there will still some magazines. The Doctor picked one up. "So it is, or was 2040. And we're somewhere in North Carolina."

He continued to walk on, past abandoned buildings with "Bowles for Senate!" signs plastered for them. Suddenly he stopped, as he noted a strange sound. It was like a voice, but low and unclear. "Hello?" the Doctor called out. The voice responded by raising in volume. As he listened more closely, the Doctor realized it was not a voice, but several. And the closer he heard it, the more he realized that it was inarticulate, yet somehow malevolent. The circumstances suggested caution, so the Doctor picked up speed and raced around the next corner so he could take a closer look.

He was right in at least one respect. The sound did come from several people. There was a crowd of perhaps ten to fifteen people. When they noticed the Doctor they started to move towards him. They were all dressed in old, tattered clothing. There was an unpleasant smell, or rather stench from them. The hair was all ratty and tangled. Their skin, whether black or white, was yellowing and sallow. Their eyes was empty, and their bodies were weak and emaciated. The only real sign of life about them were the splashes of fresh blood around some of their mouths. Instead, they all looked like corpses, who somehow were able to walk. But they were able to move quickly when it came to cutting the Doctor off from escape.

The Doctor quickly assessed the situation: "Zombies? This is silly!"

Silly or not, the undead approaching the Doctor were clearly threatening him. To make things worse, even more of them were coming into the street, appearing from derelict houses, from apparently unseen avenues and byways, and from strategically blocked nooks and crannies. Even more oddly, the Doctor quickly noted, for people whose legs were emaciated or in more than one case partially chewed off, they were capable of moving surprisingly quickly. To further darken the situation, notwithstanding their rotting flesh and hideous stench, their teeth was in surprisingly good shape. Also oddly and alarmingly, notwithstanding their emaciated and decomposing state, they were alarming strong, as the Doctor realized when several of them grabbed his limbs and prevented him from moving. One tall and rather intimidating one moved closer to the Doctor's head, intending to bite him.

"Duck you idiot!" a voice called out.

To the Doctor's surprise, the tall zombie's head exploded as he fell to the ground. The Doctor quickly realized he had been taken out by a head shot. The zombie's fall had confused and inconvenienced the others, especially when another zombie holding the Doctor was hit by a head shot. The Doctor wrestled himself free, and managed to speed by several other zombies. He quickly met the group who had rescued him. They were three people, one African-American woman, two white men, all in their twenties, carrying guns and knives. "Let's get out of here." said one of the men, who was holding the only rifle who started shooting and stabbing zombies in the head with efficient dispatch.

"Who the hell are you?" asked the woman.

"I'm the Doctor. And you are?"

"I'm Joanna!" She pointed to the man with the rifle rapidly slaughtering zombies. "The man who saved you is Daryl."

'And she's the one who insisted we save your sorry ass!" Daryl replied back.

"I'm Pete, for what it's worth." said the second man, who was trying to aim and shoot, with considerable more nervousness.

"Why do you insist on shooting or stabbing them in the head?" the Doctor asked.

"Are you joking?" Joanna replied. "Everyone knows nothing happens if you shoot them anywhere else. But just two zombies appeared as if out of nowhere and grabbed Daryl. Before he could respond one bit him in the arm, and the other took a deep bite out of his neck.

"Daryl!" Pete and Joanna both yelled.

"Kill me!" Daryl yelled back.

"Now wait a minute! Trust me, I've faced things much worse than this..." the Doctor objected. But Joanna took her gun and immediately shot Daryl in the head. This decisive action did not noticeably improve the situation, as the three of them found themselves surrounded on all sides by carnivorous zombies. "I'm out of bullets!" Pete said.

"So am I," Joanna grimly agreed. "I hope you're _really _good with knives." she said to the Doctor.

"Not especially," the Doctor replied. He took out his sonic screwdriver. "There is something very wrong here..."

"Yes, we're surrounded by zombies who are going to kill and eat us!" Pete responded.

"Hold on a minute. My sonic screwdriver can check this out."

"How is a sonic anything going to help us?" Joanna bitterly riposted. But the Doctor turned it on, trying to see what was wrong. Just then, there was an extremely loud, irritating and high pitched noise from the screwdriver. The zombies froze in their tracks-and then immediately bolted and ran away. As for the screwdriver, it suddenly burst into flames. The Doctor dropped it, as it fell into several pieces.

The other two were stunned as they looked around the otherwise empty streets. Joanna quickly reacted and picked up Daryl's rifle. "We are _definitely_ bringing him along. And whatever that thing is."

Pete picked up the disassembled screwdriver and started to drag the Doctor. "Don't you want to take along your friend?" The Doctor queried, pointed to Daryl's body.

"Ummm, we usually don't. We don't want to risk them turning." Pete replied.

"Turning?"

"Yeah, when someone dies, they turn into a zombie."

"Do they?"

"Yeah everyone knows that. That's why you shoot them in the head, that's the only way to stop them."

"But Joanna did shoot him in the head. So he's not likely to turn is he?"

Pete was speechless as he tried to grasp this. "Well surely you're not going to object if he's properly buried," and the Doctor went over and picked up Daryl's body.

"We've got to get back to the van." Joanna exclaimed. "As long as your doo hickey is broken, and we're out of bullets, we're vulnerable."

"Wait!" the Doctor objected, "I have a friend out here somewhere. Her name is Clara. Has anyone seen her?"

"Well if she's still alive, her best chance is that's she back at the base."


	2. Jump They Say

Joanna was not correct. As Clara woke up there was nobody around her. That was not surprising. The place was barren, with few grasses. As Clara picked herself up and dusted herself up, she sized up the situation. "I'm in a quarry somewhere. So I'm either in Dorset a week after next Tuesday. Or I am on any planet in the universe that can support human life." She took a look around. "Plenty of rocks around. Nice to help narrow it down."

Clara decided it would be best to climb out of the quarry. "Let's see one sun in the sky. No signs of human habitation in the next few kilometers anyway. No large animals racing towards me wanting to eat me. Or sell me magazine subscriptions like the last planet." She took a look at the rock strewn, uneven landscape. "Doctor? Doctor? DOCTOR?!" There was no response. Clara strode back and forth a few steps and tried to gather her thoughts. "All right, I was torn away from the TARDIS, something which ordinarily shouldn't happen because of the TARDIS's security systems. But it's happened in the past. It's possible that whatever it is, the Doctor has it under control. Since I still have temporal energy from being in the TARDIS, the Doctor should be able to understand where I am and find me, unless I do something stupid like wander off. On the other hand, it's possible that the Doctor has no idea of how to help me and is wandering around. So logically I should look around and see if there's a sign of civilization where we're both likely to show up."

Clara paced a few steps back and forth as she figured out what she should do next. It then occurred to her that as she paced she could listen very carefully, she might be able to hear something that would help her. So she did that instead. But she heard nothing special. Now quite irritated Clara wandered what to do next. On a whim she abruptly turned ninety degrees intending to pace back and forth that way. As she did so she saw a tiny red light on a boulder near her. Something then occurred to her...

She dropped to the ground immediately, and a bullet, or something else, hit another rock in what would have been the line of fire if she had still been standing. She quickly crawled on the ground and heard another shot on the ground near here. Quickly reaching the "shelter" where a few rocks made it difficult to hit her, she had to make a decision very quickly. And she made it. She leapt to her feet and started running away as fast as possible. Bullets, or whatever they were, still hit the rocks near her.


	3. Station to Station

Riding along in their van, the Doctor was wondering where and when he was. "How can you not know that?" Pete asked. "What do you have amnesia or something?"

"Yes, amnesia! Let's go with that."

"It's April 2041," Joanna said as she was driving the van. "And you're in Maconville, about sixty miles from Raleigh. It's a town of 8000 people. Or it used to be."

"2041, that's very good to know." The Doctor noted as he saw a "Barr for Senate" sign.

"How could you have survived that last eight months without knowing anything about the zombies?' Pete wondered.

"I'm new around here."

"But where were you previously? As far as we know there's no place in the world where the zombies haven't killed everyone." The van turned into what used to be a power station. Since it already had barbed wire around it, that made it easier for several armed people to guard it and let the van inside. As it reached an entrance a man came out. He was tall, white, and not very clean shaven, suggesting that razors were a luxury in this era. He was dark haired, certainly not fat, in his late forties or early fifties, and the Doctor noted several scars on him. He was wearing a bullet proof vest, and was carrying several pistols and revolvers. But it wasn't just because he was the most armed that the other people deferred to him. He had a natural air of authority around him, like a state senator. Or even a respected mayor.

"Report." he asked as Joanna got out.

"Well I've got some bad news. And some more bad news. And some good news, but also more bad news." She tried to say this as a joke. The leader was not pleased. "OK, I'm afraid not only did we not find the supplies, but Robertson and Fields are both dead."

"And the other two?"

"No sign, and every reason to think they're dead as well. It gets worse. They got Daryl." The leader looked at the van sand saw the body. "You wasted valuable time bringing his body back."

"Well actually we didn't, he did." And the Doctor got out. "People call me the Doctor."

"And people call me the Commissioner. Some call me the Governor, because they believe the eight or nine people ahead of me in the state government were all killed or eaten. But there's a couple who haven't been confirmed dead."

Joanna quickly explained about how the Doctor's strange device saved them all, and how if it could be repaired it could be a valuable weapon against the zombies. The Commissioner quickly motioned Joanna and the Doctor deeper inside the factory. "If you can help is, that would be great. Just remember, everybody pulls their weight around here, or they're thrown out." He pointed to a short young woman, with short blonde hair who was at least eight months pregnant, who was busy folding laundry. "Take that New Yorker there for example. I mean obviously we can't throw out pregnant women because there'd be a really risk of extinction. But she pulls her weight around her, along with her man."

The Commissioner pointed to a chair and table, and set down the remains of the screwdriver. "You wait here. I'm going to get the closest thing we have to a scientist around here. She's incredibly busy. She's spent most of the past few months making sure our sanitation system works so it doesn't kill us before the zombies do. It won't be easy fitting you into her schedule."

The Doctor pored over the screwdriver or what was left with it, and was not happy the closer he examined it. "Excuse me," he said to the expectant mother. "But have you seen a woman named Clara?"

"You're the first person who hasn't been killed we've seen here for a couple of months. I'm Riley, by the way."

"I'm the Doctor." But just then a rather unprepossessing young man entered. Like Riley his accent was closer to New Jersey than North Carolina. He still had some axle grease on him. "Daddy!" shouted a three year old girl who raced to him and who the Doctor only now saw. "Emma!" the young man happily responded, as he picked her up and gave her a hug. He then put her down and moved towards Riley.

Riley, however, was not happy. "Ben, grease." She pointed to a sink.

"Oh right." And he quickly washed up. Now Riley was happier and kissed him. "I've still got some more work to do. You can watch your daughter." And she picked up a basket and left the room.

Ben got a cup of coffee and offered some to the Doctor, who declined. "You're new here."

"Yes. The people in charge are very impressed with my sonic screwdriver before it fell apart. I suspect they'll be less impressed if they find out I'm not sure I can fix it."

Ben took a sip of his coffee. "Well you look like the kind of person who can do all sorts of things..."

"Oh, _that _won't be a problem."

"...I mean I was just a bartender when me, Riley and Emma managed to make our way from New York. Not much call for bartenders here. I had to learn how to fix things and cars very quickly or I would have been thrown out. I suppose I was 'helped' by the fact that one of the people teaching me was killed." He looked at his daughter who was playing with a stuffed toy animal. He smiled, and then said regretfully. "She's not mine. Not really."

"Excuse me?"

"I mean _she's _mine," pointing to his daughter. "Her mother dropped her off when she was four months old. I had no idea of her existence before then. She was a complete surprise. So was my deciding to keep her instead of sending her off to an adoption agency. That's when Riley came in. I mean I had known her all my life. But I didn't know she had a crush on me all that time. I also didn't know that all that time my older brother had a crush on her as well. I mean we tried dating, but things kept going wrong, and in the end my brother got her. They married, and then the zombies struck. My brother died getting us out of Manhattan..." Ben shook his head, as if he were waking up. "I'm sorry, I don't know why I told you all this."

"Oh, I'm the sort of person people always confide in."

* * *

"If somebody could give me a basic heads up, I'd _really _appreciate it." Clara muttered under her breath, as she hid around the side of a large boulder. She had been running as fast as she could for the past fifteen minutes, and definitely needed a break. "All right, let's see if thinking for a minute can do me any good..." At that instant, whatever was being fired at her took a large chunk of the boulder off on its other side. Clara winced. At least it was a large boulder, or would be for a couple of minutes. If she was lucky. "OK, I don't know where I am or when I am, or why I'm being shot at. I don't even know if the atmosphere or the planet is safe, or if I've been fatally poisoned. Have I learned anything after running for my life? Yes, I'm being shot at by _two _people."

Clara very carefully and very gingerly looked around the boulder that was protecting her. Just then, another shot hit it. She quickly realized that she was being outflanked, and was very much the sitting duck. The only thing she could do was make a break for it. She quickly dashed from her hiding spot-and ten paces later sank into the sand.

"Now where am I?" she gasped as she picked herself up. She was in an underground tunnel. Clearly it was man made, or artificially made at least. It looked like a metro access tunnel, and she was lucky not to have broken her legs or her neck in the fall. Although it was dark, it was clear there was some illumination so she could at least see things. Clara listened to the noises above her. Her pursuers must have realized what had happened and were going to find her soon. She decided to dash down the tunnel. As she did so, she realized two things. First, she was clearly making enough noise that her pursuers would be able to guess where she was going, even if they couldn't see her very well. Second, although this was clearly an artificial tunnel, there was no signs of who or what had made it, or any convenient maps telling where to go, or even any vague hints what the specific purpose of the tunnel was.

Soon she heard the pursuers drop in the tunnel behind her and start to follow her. She couldn't see them, so it was possible they couldn't see her. That was admittedly a very questionable assumption: they could easily have powerful infra-red visors, or indeed be aliens who could see in the dark (she had not actually confirmed they were human). Still, as she kept absolutely still, they slowed down and appear to confide in each other. What were they saying? Since they were several hundred yards away (more? less?) she could hardly understand them. Then she heard another sound. But it wasn't from those two. Very, very slowly, Clara turned her head, and looked at the other end of the tunnel, several hundred yards from her there was somebody there. That somebody was striding towards her, and Clara could see that whoever and whatever it was, it was carrying the same sort of weapon as her pursuers. She was trapped between two sets of assassins.

There was enough light that the killers would soon spot her and fire at her. So it made no sense simply staying put and hoping they would miss her. But it was dark enough that perhaps there might be something, like an alcove or a place where she could hide, or a link to another tunnel. There was no proof that such a thing existed, it was just possible that it was there. So Clara gingerly moved towards the second set of assassins in the hope she would find something. As it happened she was luckier than she had any right to be. After moving about a whole minute closer to the second set (?) of assassins, and within just a few paces when that someone could simply shoot her down, _something _grabbed her into an unseen nook, and put a hand over her mouth.

"If you want to stay alive, keep absolutely silent and do exactly what I tell you."

* * *

Just then Pete came in with a toolbox full of assorted objects, some of them in an alarming state of disrepair. "Hope this will help you!" as he plunked the box down right in front of the Doctor. The Doctor was starting to look through it, when Joanna and the Commissioner returned with a third person. She was white, in her thirties, a brunette, whose uniform matched her dark hair. "Doctor, this is Persephone, our scientist," the Commissioner explained.

"The Doctor, what an interesting name." she said, as she offered her hand.

"All right, before I begin trying to fix my device, I need to know more about the zombies. Do you have any idea why people are turning into zombies?"

"Certainly. It's some sort of disease."

"What do you mean some sort of disease?"

"Well I'm not a virologist, but we did learn from some of them, before they were killed anyway, that there is a virus that is absolutely endemic to all humanity. Everybody has it, but it's harmless while you're alive. But if you die, or more accurately suffer from what would be an apparently mortal injury, it goes into effect. The virus, for which there is utterly no cure, works to regenerate the body so that the formerly alive are now zombies. The complete collapse of intellectual and moral faculties is absolute and incurable. The virus also goes into full effect if they happen to bite you. If they bite a limb, and that limb is amputated within no more than thirty-seven minutes, you won't turn into a zombie. But otherwise you will turn, and it's actually very difficult to survive without a limb anyway, as you can see from twenty-one people who live here."

"And the only way to kill them is by shooting them in the head?"

"Strictly speaking, the point is to the damage the brain. Brains can be cleaved, crushed, pierced, or incinerated as well as shot. They will not be gassed, suffocated, drowned or frozen."

"Damaging the heart has no effect?"

"None whatsoever."

"Hell," Ben interrupted, "if you decapitate a zombie, the head will still be alive. I heard rumors of someone who mocked such a head, and lost a finger when it bit it off."

"Excuse me, young man," the Commissioner interrupted. "Shouldn't you be doing something?"

"Well, actually we're finished for the day in the garage..." But then he realized that notwithstanding the end of his work, he should still be working. "Sorry sir! There's lots to do!"

"Since Daryl's dead, I'm sure Sanford needs something down in the armory."

"Of course sir! I'll just take Emma." And the two quickly left.

"You see we run a very tight ship here, Doctor." The Commissioner said.

"Yes, very military." The Doctor took another look at the tools. "You do realize that this is all very silly."

"SILLY?!"

"Yes, quite silly. You realize that none of this makes sense. Flesh that rots, but teeth that don't for a start."

"I don't like your attitude, Doctor, not one bit."

"It's not a matter of attitude. It's a matter of fact. No matter how the virus regenerates them, the zombies still need a circulatory system. Which won't work if the heart has been damaged. If they're wounded or maimed or if they're missing a limb, as several of the zombies I saw clearly did, they will bleed to death. As in no blood in the body, and therefore no way for oxygen to get to the cells. And that decapitated heads could survive? They'd lose blood very quickly, and there isn't a direct link from the nose to the brain."

"So you're saying that zombies don't exist? So you're saying that this great country, not to mention the rest of the planet, hasn't been ravaged by this ungodly plague? There are 21 people in this base, definitely not counting you. And everyone single one of them has seen their friends, their family killed and murdered by these godforsaken swarms! But you're saying your fancy science says that none of this happened! That none of their suffering and pain matters! And I'm going to tell them all this because some toffee nosed foreigner thinks that this is all SILLY?!"

There was a brief pause. Then the Doctor spoke up. "I thought you were asking a rhetorical question. But yes, this is all fairly silly." But just then an alarm started to wail.


	4. A Small Plot of Land

Whoever was holding Clara very carefully dragged her along the passage until it reached a point where they stopped. With considerable precision and caution, the abductor opened what was now clearly a door and pushed Clara inside. After carefully shutting it, he switched on a light. Clara found herself in a small, somewhat dimly lit room. There was a bed to sleep on, and nearby a small cabinet which Clara thought served as a refrigerator. This assumption was correct, as the abductor opened it and took out a water bottle. The abductor Clara could see was apparently human and clearly male. He was clad in utilitarian work clothes which could have been worn for centuries after the death of Hitler. He was tall, clean-shaven, somewhat gaunt, and in his late forties or early fifties. His hair was dark, though subtly greying, and was conservatively cut. A closer look suggested to Clara that hair dye was involved somehow. Clara wanted to ask him a whole host of questions, but the abductor bade her to be quiet. He spoke softly, but with clear force and determination. "You still need to be quiet, at least until those hunters go away." Something in his manner reminded Clara of the Doctor. Perhaps it was the English accent.

Clara took a closer look at the surroundings. Another door suggested a bathroom. There was a desk with a chair that occupied much of the room. On it were several monitors and keyboards which, again, could have been used in any time period centuries after 1945. The abductor pressed a button and a monitor soundlessly turned on: Clara was disconcerted by how noiseless it was. He waited several seconds. "All right. You still have to speak softly, but they should be moving away."

He handed Clara the water bottle. "You're probably a bit dehydrated. You should take this water. You don't know when you'll get some more later." Clara drank some. Then she drank some more. "OK, who are those people..." But the abductor motioned her to lower her voice. "Sorry, who are those people?"

"It's a bit complicated. For a start, I know Clara Oswald that you're not from around here."

"You know my name?"

"Indeed. And I know the Doctor as well. You could say I'm an old friend of his. Call me Lytton."

* * *

The Commissioner got up, followed up Joanna and Persephone. The Doctor followed all of them up a flight of stairs. There they saw ahead of them a quartet of people, both male and female in their twenties and thirties, who were getting things from what turned out to be an armory. But a closer look showed they were not getting guns, but bows and arrows. Joanna took the trouble to get a katana sword, along with a quiver full of arrows. As they went through the doors the Doctor found themselves outside. Joanna and the quartet moved ahead on the ramp away closer to the gate which the Doctor saw was surrounded by a swarm of zombies. With no ceremony they started firing arrows into the crowd, with well aimed head shots.

"Watch Doctor, watch and learn." the Commissioner said grimly.

Looking at the mob, it didn't take long for the Doctor to realize the mob's utter mindlessness, combined with their infinite lust for human flesh. They could not speak, but they moaned in a deeply upsetting and insidious way over and above their cannibalistic imperative. "They somehow sense that we're here Doctor." the Commissioner clarified. "It took several months for all of us to get to this place and to fortify it properly. Then these crowds came besieging it. Originally it was a couple of times a month. Then it was weekly, then it was several times a week. It's been daily for a couple of weeks now. And although we kill enough of them to drive them off, they always come back, and with more numbers."

The Doctor nodded, and peered very closely at the zombies. "Another thing Doctor," the Commissioner continued, "is that after the first few months we started to run out of bullets. We have to conserve them very carefully. Learning how to shoot arrows, and then collecting them again is ultimately more practical."

"As I'm sure many non-Americans have told you, I find it a bit hard to imagine that your country could run out of ammunition."

"So did we originally. But with the collapse of civilization as we know it, we have to make sure we scavenge a lot of things to make sure we survive. There are shortages of everything, not the least of which are food and medicine. Persephone has been absolutely vital in maintaining this power station. The problem with ammunition is that there all sorts of guns and all sorts of ammunition. And trying to make sure they fit into each other can be a real hassle. Especially if the gun jams, then you've just got a bunch of worthless metal shrapnel."

"Still you'd think there would be enough experts to solve the problem."

"Perhaps. But we've had a run of bad luck. You remember Joanna mentioning Robertson as dead earlier. She was our last firearms expert."

Meanwhile the shooters were driving off most of the Zombies. The Doctor pondered the scene. "Do you have any samples of Zombie tissue?"

"We had some several months ago." Persephone explained. "And we have tissue samples. But having larger body parts, let alone immobilized zombies, is a health risk. So we burned all the larger samples, as we do with the corpses."

"If I could examine a living Zombie, I think I could make some progress trying to figure out what's wrong."

"Joanna." the Commissioner motioned.

"I'm on it, sir." And she jumped from the rampart down to just outside the station. She went up to one that had been pinned by several arrows, and immediately decapitated it. She quickly returned with it.

The Doctor was struck by Joanna's speed. "Well that was...efficient."

Joanna handed the Doctor the head, which was still moaning and snapping its teeth. "Be _very _careful with this." the Commissioner ordered.

Soon, the Doctor was in the power station laboratory joined by Persephone and Pete. He placed the still moaning head down on a table, and with a syringe extracted a blood sample from its neck. "I actually need some help with some tests."

Persephone shook her head. "I have a number of other duties to carry out. Basically the power station revolves around me."

"I understand. I just need an assistant. Or two. Can I borrow Pete for the next hour or so?"

"Be my guest. And you can have Ben as well." He had just entered the lab carrying some boxes, followed by Emma and an exhausted Riley. Persephone left, while the Doctor put a slide of the Zombie blood under a microscope.

"Ummm, we're not actually experts in blood samples." Pete said.

"Don't worry. I'm an expert in practically everything. Now Pete if you could get the toolbox and the remains of my device from where we left it when the alarm sounded."

Pete quickly rushed off to retrieve it as the Doctor looked at the blood sample. He went back to the head and took another sample.

"Any luck Doctor?" Riley asked,

"Well, they look like viruses all right." Just then Pete returned with the toolbox and what was left of the sonic screwdriver. "They may not be the best tools." he admittedly as he handed some grungy ones.

"All right. What I need now is a radio."

"A radio?" Ben wondered.

"You are aware that there are no radio stations anymore." Pete pointed out.

"I gathered that, but a functional radio can still be useful."

Ben quickly dashed out and returned with a combination radio/Cd player. He quickly plugged it into a nearby socket. The Doctor turned it on, and heard the static. He adjusted the tuner, to little useful effect, and then moved the radio around the microscope where the slide was around. He quickly looked into the microscope.

"I don't get it Doctor. How can a radio help you study a blood sample?" Pete asked.

"Maybe nothing. But if it can, the solution to the zombie problem will be a lot easier." He quickly started taking apart the radio, after first opening the CD case and removing a copy of "Hot Fuzz" by the Killers. For the next ten minutes he tinkered with the radio, or the cannibalized remains of it. "I think we're about to make some progress." Pete, Ben and Riley watched as he touched a lever. A sharp, high pitched noise ensued. The Doctor did this four more times, with the other three covering their ears, while he quickly looked at the blood samples.

"Any luck Doctor?" Pete asked.

The Doctor took a sad look at him. "None whatsoever, I'm afraid."

* * *

Clara felt a little woozy. "I'm sorry, I'm feeling a bit tired."

"You should get some rest. You don't know when you'll get a better opportunity." Lytton pointed her to the bed, and Clara lay down. Although she had not been tired before all this happened, and the sudden chase she faced had not been that exhausting, she was soon asleep. Lytton checked that she was, and then sat down out the desk. He took out a communication device the size, but not the shape, of a cellular phone.

"All right, I have her. She's with me." Whoever Lytton was speaking to could not be easily heard even if Clara was awake. "All right, I'm looking at sector 12. Ah there's the TARDIS. I'm sending you the location now." And he quickly typed some numbers on the keyboard. "What do you mean you can't detect it? I'm looking at it right here." Lytton looked at the TARDIS, which was in what looked like a forest with some trees nearby. Then for a second, the TARDIS briefly flickered out of existence. Lytton looked at a clock and started counting it down. "Hold on, I think I know what may be happening." Exactly 26 seconds after the TARDIS briefly flickered out of existence, it flickered out of existence again for a second. "Yes, every 26 seconds. Well, it means we do need Clara. It's a simple temporal anomaly, and her existence beside it should soon cause it to materialize perfectly."

Lytton looked at some of the monitors, and typed something on it. "What do you mean you haven't seen the Doctor? He can't be that far away." He pushed a few buttons and typed a few notes. "That's odd. There's no sign of him around. Which is very odd, since his very presence should be raising all kind of alarm bells. Look, I'll bring Clara to the TARDIS shortly. Make sure you keep all your men out of sight." He stopped the communications device and looked at the monitors. In one of them he noticed the Zombie siege of the Power Station. "Could he be there?" he wondered.


	5. Heroes

Clara and Lytton were still walking through the forest when Clara noticed the TARDIS in a clearing in the distance. She was about to tell Lytton, but he noticed it as well, and he motioned her to lie down. "There may be some booby traps." he said very softly. "I'll go to that grove of trees, and take a look. If things are fine I'll motion you to come closer."

Clara wasn't entirely confident about this plan, but reluctantly agreed. Lytton crouched down as he neared the grove, then started to crawl to the grove. The ground started to dip a little, and Lytton maneuvered himself so that Clara could only partially see him. He took out the communication device. "It's me. Yes we got those Raxacoricofallapatorian assassins. Or at least two of them. Well yes, that's the problem with a species that regularly disguises itself. No, I didn't check out their bodies. I imagined that you wanted me to secure the TARDIS first. And no I don't know if they come from the Raxacoricofallapatorian state or one of the criminal sects or are just some mercenaries." He looked at the TARDIS, which was still fluctuating in and out of existence. "No, I haven't had any sign of the Doctor." Lytton waved the communication device around. "I don't think they put any booby traps around it. I'm not sure how well they would even recognize it in the first place. And if I'm right having Clara touch it will return the TARDIS right into phase." Not hearing any objection from whomever he was talking to, Lytton motioned Clara to come closer.

* * *

As the alarm wailed, the Doctor abruptly stood up. "Yes! That's it!"

"You've fixed the sonic device?" Pete asked.

"Yes, now I all have to do is go pick it up!" But instead of paying attention to the remains of the screwdriver right by him, the Doctor looked very intently at the cell phone and then raced out of the room.

Pete was confused and wondered what to do. It then occurred to him he should try to contact the Commissioner or somebody else about the Doctor running away. But then he and the others starting hearing screams. Just then a plump middle-aged black man raced in, he was the Sanford the Commissioner had mentioned earlier. "It's the Zombies! They've gotten into the station!"

"How is that possi..." But just then the lights went out. It took a few terrifying seconds for the backup generators to kick in, and when they did so the lights were at less than half power. But that was enough to see that the room was now full of zombies.

"Where's Riley?" Ben desperately asked. Neither he nor Pete could see her though they could see several Zombies take fatal bites out of Sanford. "We've got to go now!" Pete had the presence of mind to say. He grabbed Ben by the hand, who quickly grabbed Emma.

"My toy..." she pleaded.

"LEAVE IT!" Ben ordered with an untypical anger that brooked no opposition. Fortunately the path out of the lab was clear, and the three made their escape. But the halls were in chaos, with people desperately running away, with the lights going on and off and zombies appearing out of nowhere. "Doctor? Joanna?" Pete asked, but to no effect.

"Riley?!" Ben yelled and pleaded. But as they turned a corner something horrible happened. A Zombie jerked Emma out of Ben's hand. To Ben and Pete's horror a crowd of four Zombies were ready to feast on the small child. Ben immediately responded by angrily, desperately trying to grab Emma back. Such courage, alas, was not rewarded with success. To Pete's shock not only did the first four Zombies start taking bites out of Emma, but more materialized to overwhelm Ben. To make things even worse Pete could see Riley being gnawed at by yet another group in the distance. Nothing could be done to save them.

Pete was in such shock that he didn't immediately grasp that some of the feeding Zombies had noticed him and were now moving towards him. And when he did realize it, he was paralyzed with fear...

"Duck you idiot!"

And then Joanna forced his head down and fired a shot that took out the nearest Zombie. She quickly handed him a machete and yanked him in the opposite direction. The lights still flickered off and on, while the alarm system was being quite alarming as it shrieked and curdled without giving any helpful advice. Quickly the two ran into the Commissioner.

"They got Sanford and the New Yorkers." Pete said.

"That adds to the three I saw killed," Joanna added.

"And Persephone was shot just before all this happened." The Commissioner noted grimly. "I don't know, but the Doctor must have something to do with this."

"The Doctor ran out of the lab just before the Zombies broke in." Pete noted.

"We need to get somewhere more secure!" Joanna added. And so the three dashed off and turned into another corridor, where they were able to lock a heavy door behind them. "That'll give us some more time." Then the three saw the Doctor in front of them, as a glowing sonic screwdriver hung in the air.

"Just a few more minutes." he said calmly.

"Doctor the station is crawling with Zombies." Joanna gasped.

"Yes. I imagine it would be," the Doctor responded even more calmly. "The family Pete mentioned caring about. I imagine that the Zombies killed them."

"Well yes..." Pete replied.

"Doctor, once you get that screwdriver, you are going to help us kill those zombies." the Commissioner bluntly ordered.

"Actually once I get my screwdriver, I'm going to leave you all."

"You can't abandon us." Joanna pleaded.

"There is nothing I can do to help you."

"Doctor, I'd rather use my bullets on those monsters. But if you think you can leave us behind, I will happily use one on you." And the Commissioner forced the gun to the Doctor's temple.

The Doctor was very calm for someone being threatened by a loaded gun held by a man who had absolutely no compunctions against using it. "I can understand your situation. All too well I'm afraid. But I can't help you."

"Can't you at least give some idea of what's going on?" Pete begged.

"I can give you _every _idea of what's going on. But telling you could just ensure your deaths."

"Doctor! A good man died to save your life!" the Commissioner yelled.

"Doctor, we did help you! Can't you give us some help?" Joanna asked softly.

The Doctor looked at Joanna, ignoring the Commissioner, who still held his gun at the Doctor's temple. "Well, I suppose it's the thought that counts. And we both have a couple of minutes before I get my screwdriver, and before the Zombies break down that door. Once upon a time there was a planet called Skaro..."

"Doctor, you're blaming all this on aliens?!" the Commissioner asked angrily.

"Well it's not impossible," admitted Joanna, who motioned him to put down the gun.

"Thank you. Anyway, on Skaro there were these two...groups, the Thals and the Kaleds. I don't think I quite got what they were. Whether they were different nations, or religions, or ideologies, or whether they just really liked different football teams a lot. Regardless, they went to war. It was a very long war, and it ravaged the whole planet. It went on for centuries, and many on both sides were ravaged by radiation and chemical warfare into horribly deformed mutants.

"But there was a Kaled scientist, a man named Davros, who realized that the Kaled mutants were still sentient creatures. They could be rehabilitated with special machines that allowed them all the mobility their mutated form denied them. But Davros, who had been crippled in an assassination attempt, was a cruel, vindictive man. Instead of using his reason and skills to convince the two sides to reconcile, he turned the mutants into creatures of pure reason devoted to the eventual extermination of all other sentient life forms-the Daleks. Notwithstanding hiccups, eventually the Daleks overwhelmed the others and soon went out to the stars, conquering and enslaving whole worlds."

"So, you're saying these Daleks are behind these Zombies?" Joana wondered.

"Not quite. You see, you said we were in 2041, in what used to be North Carolina..."

"..._is _North Carolina. North Carolina will rise again." the Commissioner interrupted.

"While wandering around, I noticed signs for a senate race. The Barr/Bowles senate race. And when I was playing around earlier with the radio/CD player, there was a Killers CD inside. And oh! " And the Doctor showed the cell phone Riley had given him. "The ring tone, Kelly Clarkson?"

"I don't understand your point."

"Three signs all from...2004. As if someone was typing 2040, but typed 2004 by accident."

The three did not grasp what the Doctor was saying. "You see Davros, and the Emperor Daleks who succeeded him wanted a race that was emotionless and unscrupulous as robots. Ones who would have no inhibitions against killing whoever and whenever they were ordered. But the Kaled mutants/Daleks were still human...I mean Scarovian. Sorry, just a bit confused. So the Daleks had to be completely and totally indoctrinated into killing without question. And that is...exactly where we are."

It was Joanna who first grasped what the Doctor was saying. "Are you saying we're in something like _The Matrix_?"

"Yes. Well, you are. There is a genuine physical presence for me. I actually had my sonic screwdriver with me. And when I used it, it disrupted the program so all the zombies fled. The program also confused things and apparently destroyed my screwdriver. By the time I suspected that the remains of the screwdriver were actually just holographic remains, we were already being driven back to the station." The Doctor paused. "It did occur to me there might be some naturalistic explanation. I've seen zombie like behavior on at least two separate occasions. But they were clearly different from this. One involved a virus that 'possessed' people, the other nanotechnology. The first used water as an infectious medium, so it couldn't be that one. It occurred to me that if there was some nanotechnology, it would react to an electronic signal, but that wasn't true. In fact, virtually everything was a hologram. But I guessed that a holographic version of an i-phone would still be able to use email and other computer programs. So I was able to program with basic computer code so it could detect and find my sonic screwdriver."

The Commissioner interrupted. "Excuse me, are you saying we're all just gizmos in a computer program? That all our memories are fake, and that everyone we've known and loved was a lie?"

"You're not a computer program. You're Dalek soldiers being brainwashed into killers. As I said, there's nothing I can do to help you. During the Time War, the Timelords tried to hack the Dalek incubation chambers to stop the Daleks. They tried their very best efforts. I should know, I was there helping. And they always failed. The Daleks couldn't have done better if they were actual Kaled mothers. Incidentally, you should really thank Persephone..."

"Persephone is dead, Doctor. Somebody shot her in the back."

"_I _shot her. But she's not dead! I simply disrupted her computer presence. She'll be back shortly. Anyway, you should thank her for me."

"Wait why did you shoot her?"

"Because she was the Dalek master controller, and once she realized who I truly was she would have killed me. Anyway, she should be _very_ pleased with herself. Notwithstanding that it was planned for baby Daleks, every aspect was completely convincing to me. The sound, vision, touch and smell were perfect. Everything suggested Earth in the near future. Except for the zombies, who were totally rubbish." But at that moment several things started to happen at once. First the sonic screwdriver stopped glowing, and dropped into the Doctor's hand. As he started using it, the door behind them burst open, and Zombies started entering. They couldn't easily enter, and Pete, Joanna and the Commissioner started attacking them with their machetes. Then, behind them all, Persephone suddenly materialized. She had, of course, completely recovered from being "shot," and her voice rose into an all too familiar Dalek shriek, as the Doctor was able to reverse the freak process that caused him to materialize in the Dalek training program.


	6. The Heart's Filthy Lesson

Clara and Lytton were still walking through the forest when Clara noticed the TARDIS in a clearing in the distance. She was about to tell Lytton, but he noticed it as well, and he motioned her to lie down. "There may be some booby traps." he said very softly. "I'll go to that grove of trees, and take a look. If things are fine I'll motion you to come closer."

Clara wasn't entirely confident about this plan, but reluctantly agreed. Lytton crouched down as he neared the grove, then started to crawl to the grove. The ground started to dip a little, and Lytton maneuvered himself so that Clara could only partially see him. He took out the communication device. "It's me. Yes we got those Raxacoricofallapatorian assassins. Or at least two of them. Well yes, that's the problem with a species that regularly disguises itself. No, I didn't check out their bodies. I imagined that you wanted me to secure the TARDIS first. And no I don't know if they come from the Raxacoricofallapatorian state or one of the criminal sects or are just some mercenaries." He looked at the TARDIS, which was still fluctuating in and out of existence. "No, I haven't had any sign of the Doctor." Lytton waved the communication device around. "I don't think they put any booby traps around it. I'm not sure how well they would even recognize it in the first place. And if I'm right having Clara touch it will return the TARDIS right into phase." Not hearing any objection from whomever he was talking to, Lytton motioned Clara to come closer.

As the alarm wailed, the Doctor abruptly stood up. "Yes! That's it!"

"You've fixed the sonic device?" Pete asked.

"Yes, now I all have to do is go pick it up!" But instead of paying attention to the remains of the screwdriver right by him, the Doctor looked very intently at the cell phone and then raced out of the room.

Pete was confused and wondered what to do. It then occurred to him he should try to contact the Commissioner or somebody else about the Doctor running away. But then he and the others starting hearing screams. Just then a plump middle-aged black man raced in, he was the Sanford the Commissioner had mentioned earlier. "It's the Zombies! They've gotten into the station!"

"How is that possi..." But just then the lights went out. It took a few terrifying seconds for the backup generators to kick in, and when they did so the lights were at less than half power. But that was enough to see that the room was now full of zombies.

"Where's Riley?" Ben desperately asked. Neither he nor Pete could see her though they could see several Zombies take fatal bites out of Sanford. "We've got to go now!" Pete had the presence of mind to say. He grabbed Ben by the hand, who quickly grabbed Emma.

"My toy..." she pleaded.

"LEAVE IT!" Ben ordered with an untypical anger that brooked no opposition. Fortunately the path out of the lab was clear, and the three made their escape. But the halls were in chaos, with people desperately running away, with the lights going on and off and zombies appearing out of nowhere. "Doctor? Joanna?" Pete asked, but to no effect.

"Riley?!" Ben yelled and pleaded. But as they turned a corner something horrible happened. A Zombie jerked Emma out of Ben's hand. To Ben and Pete's horror a crowd of four Zombies were ready to feast on the small child. Ben immediately responded by angrily, desperately trying to grab Emma back. Such courage, alas, was not rewarded with success. To Pete's shock not only did the first four Zombies start taking bites out of Emma, but more materialized to overwhelm Ben. To make things even worse Pete could see Riley being gnawed at by yet another group in the distance. Nothing could be done to save them.

Pete was in such shock that he didn't immediately grasp that some of the feeding Zombies had noticed him and were now moving towards him. And when he did realize it, he was paralyzed with fear...

"Duck you idiot!"

And then Joanna forced his head down and fired a shot that took out the nearest Zombie. She quickly handed him a machete and yanked him in the opposite direction. The lights still flickered off and on, while the alarm system was being quite alarming as it shrieked and curdled without giving any helpful advice. Quickly the two ran into the Commissioner.

"They got Sanford and the New Yorkers." Pete said.

"That adds to the three I saw killed," Joanna added.

"And Persephone was shot just before all this happened." The Commissioner noted grimly. "I don't know, but the Doctor must have something to do with this."

"The Doctor ran out of the lab just before the Zombies broke in." Pete noted.

"We need to get somewhere more secure!" Joanna added. And so the three dashed off and turned into another corridor, where they were able to lock a heavy door behind them. "That'll give us some more time." Then the three saw the Doctor in front of them, as a glowing sonic screwdriver hung in the air.

"Just a few more minutes." he said calmly.

"Doctor the station is crawling with Zombies." Joanna gasped.

"Yes. I imagine it would be," the Doctor responded even more calmly. "The family Pete mentioned caring about. I imagine that the Zombies killed them."

"Well yes..." Pete replied.

"Doctor, once you get that screwdriver, you are going to help us kill those zombies." the Commissioner bluntly ordered.

"Actually once I get my screwdriver, I'm going to leave you all."

"You can't abandon us." Joanna pleaded.

"There is nothing I can do to help you."

"Doctor, I'd rather use my bullets on those monsters. But if you think you can leave us behind, I will happily use one on you." And the Commissioner forced the gun to the Doctor's temple.

The Doctor was very calm for someone being threatened by a loaded gun held by a man who had absolutely no compunctions against using it. "I can understand your situation. All too well I'm afraid. But I can't help you."

"Can't you at least give some idea of what's going on?" Pete begged.

"I can give you _every _idea of what's going on. But telling you could just ensure your deaths."

"Doctor! A good man died to save your life!" the Commissioner yelled.

"Doctor, we did help you! Can't you give us some help?" Joanna asked softly.

The Doctor looked at Joanna, ignoring the Commissioner, who still held his gun at the Doctor's temple. "Well, I suppose it's the thought that counts. And we both have a couple of minutes before I get my screwdriver, and before the Zombies break down that door. Once upon a time there was a planet called Skaro..."

"Doctor, you're blaming all this on aliens?!" the Commissioner asked angrily.

"Well it's not impossible," admitted Joanna, who motioned him to put down the gun.

"Thank you. Anyway, on Skaro there were these two...groups, the Thals and the Kaleds. I don't think I quite got what they were. Whether they were different nations, or religions, or ideologies, or whether they just really liked different football teams a lot. Regardless, they went to war. It was a very long war, and it ravaged the whole planet. It went on for centuries, and many on both sides were ravaged by radiation and chemical warfare into horribly deformed mutants.

"But there was a Kaled scientist, a man named Davros, who realized that the Kaled mutants were still sentient creatures. They could be rehabilitated with special machines that allowed them all the mobility their mutated form denied them. But Davros, who had been crippled in an assassination attempt, was a cruel, vindictive man. Instead of using his reason and skills to convince the two sides to reconcile, he turned the mutants into creatures of pure reason devoted to the eventual extermination of all other sentient life forms-the Daleks. Notwithstanding hiccups, eventually the Daleks overwhelmed the others and soon went out to the stars, conquering and enslaving whole worlds."

"So, you're saying these Daleks are behind these Zombies?" Joana wondered.

"Not quite. You see, you said we were in 2041, in what used to be North Carolina..."

"..._is _North Carolina. North Carolina will rise again." the Commissioner interrupted.

"While wandering around, I noticed signs for a senate race. The Barr/Bowles senate race. And when I was playing around earlier with the radio/CD player, there was a Killers CD inside. And oh! " And the Doctor showed the cell phone Riley had given him. "The ring tone, Kelly Clarkson?"

"I don't understand your point."

"Three signs all from...2004. As if someone was typing 2040, but typed 2004 by accident."

The three did not grasp what the Doctor was saying. "You see Davros, and the Emperor Daleks who succeeded him wanted a race that was emotionless and unscrupulous as robots. Ones who would have no inhibitions against killing whoever and whenever they were ordered. But the Kaled mutants/Daleks were still human...I mean Scarovian. Sorry, just a bit confused. So the Daleks had to be completely and totally indoctrinated into killing without question. And that is...exactly where we are."

It was Joanna who first grasped what the Doctor was saying. "Are you saying we're in something like _The Matrix_?"

"Yes. Well, you are. There is a genuine physical presence for me. I actually had my sonic screwdriver with me. And when I used it, it disrupted the program so all the zombies fled. The program also confused things and apparently destroyed my screwdriver. By the time I suspected that the remains of the screwdriver were actually just holographic remains, we were already being driven back to the station." The Doctor paused. "It did occur to me there might be some naturalistic explanation. I've seen zombie like behavior on at least two separate occasions. But they were clearly different from this. One involved a virus that 'possessed' people, the other nanotechnology. The first used water as an infectious medium, so it couldn't be that one. It occurred to me that if there was some nanotechnology, it would react to an electronic signal, but that wasn't true. In fact, virtually everything was a hologram. But I guessed that a holographic version of an i-phone would still be able to use email and other computer programs. So I was able to program with basic computer code so it could detect and find my sonic screwdriver."

The Commissioner interrupted. "Excuse me, are you saying we're all just gizmos in a computer program? That all our memories are fake, and that everyone we've known and loved was a lie?"

"You're not a computer program. You're Dalek soldiers being brainwashed into killers. As I said, there's nothing I can do to help you. During the Time War, the Timelords tried to hack the Dalek incubation chambers to stop the Daleks. They tried their very best efforts. I should know, I was there helping. And they always failed. The Daleks couldn't have done better if they were actual Kaled mothers. Incidentally, you should really thank Persephone..."

"Persephone is dead, Doctor. Somebody shot her in the back."

"_I _shot her. But she's not dead! I simply disrupted her computer presence. She'll be back shortly. Anyway, you should thank her for me."

"Wait why did you shoot her?"

"Because she was the Dalek master controller, and once she realized who I truly was she would have killed me. Anyway, she should be _very_ pleased with herself. Notwithstanding that it was planned for baby Daleks, every aspect was completely convincing to me. The sound, vision, touch and smell were perfect. Everything suggested Earth in the near future. Except for the zombies, who were totally rubbish." But at that moment several things started to happen at once. First the sonic screwdriver stopped glowing, and dropped into the Doctor's hand. As he started using it, the door behind them burst open, and Zombies started entering. They couldn't easily enter, and Pete, Joanna and the Commissioner started attacking them with their machetes. Then, behind them all, Persephone suddenly materialized. She had, of course, completely recovered from being "shot," and her voice rose into an all too familiar Dalek shriek, as the Doctor was able to reverse the freak process that caused him to materialize in the Dalek training program.


	7. Ashes to Ashes

The Doctor opened his eyes. He was understandably a bit woozy, and he noted a certain electrical charge about himself. He quickly grasped his surroundings. He was on Skaro, and he was in one of the few places where vegetation was growing again. He looked beside him and saw the TARDIS right by him. Then he saw Clara approaching him.

"Doctor!" she said overjoyed.

But then he saw Lytton behind her, aiming his weapon at the both of them and his mood soured immediately. "Clara, move away from Lytton."

Clara turned around, and saw Lytton pointing his weapon at them. She was close enough for the Doctor to grab her sleeve and quickly move her by his side.

"Doctor, I don't understand. This is Lytton, he helped save me from assassins."

"I imagine he did, for his own reasons." The Doctor took a deep breath. He wondered what to say next while trying to gain time, but in the grass below he was silently shuffling his feet. Lytton saw little reason to delay the issue. "The TARDIS key, Doctor. My superiors want it now."

"I imagine they do indeed." The Doctor carefully reached for the key, while taking the trouble to cover this fingers with a small handkerchief he had with him. As he withdrew it from his pocket, he pointed the edge to Lytton, and then touched it with the tips of his finger.

A burst of static electricity stunned Lytton. Then to his surprise, the weapon left his hand, magnetized to the TARDIS. This didn't last long: in fact in a few seconds it dropped off the TARDIS. But that was more than enough time for the Doctor and Clara to enter the TARDIS and dematerialize.

The Doctor took a deep breath. "Yes, a burst of static electricity from where I'd been for the past few hours. Came in very handy. Now I wonder why two Raxacoricofallapatorian agents were trying to kill you and Lytton on Skaro. Oh yes, I smelled them: they have a very distinctive calcium decay. They were certainly mercenaries, which complicates things."

"I'm sorry, we were on Skaro?"

The Doctor didn't immediately answer. Instead of replying he almost stared into space. "How odd of them, just to remind me of the need to show them just a bit of compassion, and then to remind me why I have to snatch it away again."

The Doctor turned to face Clara. He pointed to a chair. "Please sit down." and Clara did so. "This...is going to be a little difficult. Lytton...has that effect on me." He was silent again as he summoned the strength to compose his words. "There's a lot I haven't told you about the Doctor who I wouldn't name."

"The War Doctor right?"

"Quite right. Clara, you know about the Thals. You know how, despite the occasional victory, the Daleks essentially forced them off Skaro. What you don't know is that over the centuries that went on, a small minority of Thals came to the belief that they should help the Daleks enslave the universe. After all they were both Skarovians, and whereas the Thals and the Kaleds had spent centuries fighting futile war, the Daleks were feared throughout the galaxy. So some of these Thals would offer themselves to the Daleks to serve them. Often the Daleks would think this was a trick and kill them out of suspicion. Sometimes the Daleks would kill them out of genocidal principle. And sometimes the Daleks thought, if these people wanted to offer themselves as cannon fodder, well why not let them?

"When I first encountered Lytton, it was many Doctors ago. This was before the Time war, though not that long before. The Daleks had been fighting a robotic race called the Movellans, They were at a vulnerable point in their history, and they decided to liberate Davros from the prison he was on. Lytton was leading the humanoid troops responsible. As it happened Davros soon made his own play to control the Daleks, while the Daleks had their own complicated plans. In the course of it, many people died. But Lytton lived to fight another day. I met him again a few months later. I had just regenerated, though I wasn't the War Doctor. It appeared that he was working with the Cybermen. In fact he was helping the indigenous life form on the planet the Cybermen was occupying. Again, there was some complicated happenings. Lytton was captured and submitted to the Cybermen's transformation process. He was partially changed, though I was able to free him before they were able to complete the task. He was able to get some revenge before he was apparently mortally wounded, just before the Cybermen headquarters was destroyed."

The Doctor paused as he came to the next step of the story. "I first though Lytton was a ruthless amoral mercenary. Then I thought he was a man of honor. I was wrong on both counts. As it happens he was a Thal, and a pro-Dalek fanatic. What I didn't know was that in the brief interval between my exit and the destruction of the Cybermen, the Daleks, with their own time travel technology, appeared. They rescued him. They completely reversed the Cybermen process. You see, the Movellans had invented a plague that ravaged the Daleks. But then some Dalek realized that while the Thals were immune from the disease, they were genetically close enough that one could make a vaccine from their tissue. Now the Daleks had a good reason to keep their Thal supporters alive. While other Daleks fought among themselves over whether Davros should lead them or not, Lytton was able to manipulate the Movellans into a trap where the Daleks were able to destroy them utterly.

"It was then that the Daleks discovered that the Movellans, supposedly created by a pro-Robot fanatic named Taren Capel, had actually been the Time Lords' surrogates to stop them. And that was the beginning of the Time War. And this leads me to my third encounter with Lytton. I have to mention two other people first. You remember my first regeneration? I had...a granddaughter. Now the whole concept is...complex. On the one hand Timelord grandchildren are both like human grandchildren and unimaginably different from them. The part that is like humans is that I love and cared for her as much as your own grandparents do you. Her name was Susan. And at some point I realized that something horrible was coming. I didn't know what it was, I couldn't understand what it was...I could barely intuit it. But I left her behind, because it was the only way that I could save her. The second person was a companion from several regenerations later. She was a human, called Leela, a fierce warrior. On a trip to Gallifrey it occurred to me that it might be helpful to have a friend there. So that there was elaborate pretend marriage ceremony was one of the Time Lords, which was actually an elaborate way of initiating her into the Celestial Intervention Agency.

"As the Time War went on, and things got worse and worse, the Time Lords went out of their way to find all the Time Lords who had wandered off the reservation so to speak. So they found Susan, and brought her back right into the peril that I had tried to save her from. Leela was working for the Time Lords. It was then that Lytton had reappeared. He told me part of what happened, not the part that he was a Thal fanatic of course. It occurred to him and the Daleks that an honorable mercenary would be the last person the Doctor would suspect of being a Dalek assassin. And he was right. I didn't actually suspect him of trying to kill me on the planet Karn. I was actually more suspicious of Leela as I became more aware of the horrible things the Celestial Investigation Agency was planning. Oddly that was why I managed to avoid his attempt and found myself locked in a force field.

"Having found his cover revealed, Lytton now had to face off against Leela. They were both very skilled killers. They were equally matched in every respect. But there was the slightest instant where Leela let herself open. And with a single motion, Lytton cut her throat. He then looked at me and Susan. He knew that he only had a very short time because the Time Lords monitoring us would soon be here. He knew that he didn't have time to break through my force field. He had less than half a minute before he had to flee. So he took out his weapon, a device that fired a dart whose lethal poison also completely hampered regeneration, and, without a word, shot Susan down."


End file.
